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(1988)X-Factor: X-Factor, transported by Apocalypse to his Ship, are pitted against The Four Horsemen and the High Lord himself. Apocalypse reveals his long and bloody past to the team, and asks for their allegiance, which of course, they refuse. Beast, touched by Pestilence, is growing stronger even as his intellect deteriorates as a result. Death is revealed to be Warren Worthington III, once the high-flying Angel. He has new techno-organic, razor-sharp wings, with feathers coated with a paralyzing neuro-toxin that he can throw, which he uses to subdue his old teammates. Caliban agrees to join Apocalypse in return for great power. Beast knocks off Iceman's containment belt, allowing him to free himself and the team. The Horsemen are attacking New York, and Cyclops and Jean Grey, who are thrown out of Ship by Apocalypse, try to stop them, with help from Power Pack. Meanwhile Beast has damaged Ship, whose cloaking device is disabled, and who is falling from the sky. Having defeated three of the Horsemen, Cyclops and Jean return to Ship. There they fight Death and try to remind him of his true personality and nature, but to no avail, until Death destroys a duplicate of Iceman. The shock of "killing" one of his closest friends allows Warren to break out of Apocalypse's brainwashing and rejoin his old allies. Apocalypse runs off with Caliban, leaving X-Factor in the crashing Ship. X-Factor manages to stabilize Ship enough to land it with no loss of life, and no property damage, except for their old headquarters. Upon exiting the Ship, X-Factor reveals to the world that they are mutants. Warren helps X-Factor clean up some of the damage, but refuses to rejoin the team. The city hails X-Factor as heroes and gives them a ticker-tape parade. They decide to use Ship as their new headquarters.
The New Mutants: Sunspot and Warlock return home to find that the kids have gone to their friend Bird-Brain's island. They follow, and discover that the Ani-Mator, Bird-Brain's creator, is experimenting on animals and creating semi-sentient and sentient beast-men, which he mistreats and imprisons. At the same time, The Right finds the kids and attacks them and the Ani-Mates, whom the kids are trying to save. Caught between the Ani-Mator and The Right, the kids battle for their lives, until Cypher is killed saving Wolfsbane's life. Bird-Brain defeats the Ani-Mator and become the leader of the Ani-Mates, and then Magik teleports the Right's soldiers and the Ani-Mator to Limbo. The team returns home, where Magneto throws a fit over Doug's death and rants against humanity. The kids quit the school and reaffirm their commitment to Xavier's dream.
(1989)As the New Mutants fight demons in Limbo, Manhattan begins to transform into a demonic city, animating cars, elevators, mailboxes and fire hydrants in malicious ways. The Empire State Building, the focus of the dark magic enveloping Manhattan, begins to grow taller. Meanwhile, Madelyne Pryor (now the Goblin Queen), imbued with the powers of her template Jean Grey (as well as magical abilities learned from N'astirh), visits Jean's grave and gives physical form to her memories, then destroys the tombstone and tranforms Jean's parents into demons. N'astirh arrives and takes Madelyne to find her son at Sinister's lab/orphanage in Nebraska. The Goblin Queen is captured by Sinister, who explains her genesis, while N'astirh leaves, although not from cowardice. Cyclops and Jean Grey arrive, having come to the orphanage earlier in the day to search for Nathan, find comatose mutant children in the basement. Nanny II and Orphan-Maker engage Scott and Jean, while her armor-clad "children" steal the babies. N'astrih reappears in the basement, and he and his demons recapture the mutant babies from Nanny. Scott and Jean and chase after the demons. Meanwhile, Madelyne breaks free of Sinister's traps and N'astirh appears with Nathan. Madelyne plans to sacrifice him on the Empire State Building to permanently transform the city, and then, the world.
Back in New York, Beast and Iceman save Trish Tilby from a train-worm, while Warren mourns for Candy Southern.
In Limbo, Magik loses her Soulsword to S'ym, and while she can't teleport home, she 'ports the team and herself to Belasco's throne room, where she explains to the team how she came to Limbo, and how an alternate version of the X-Men died there, many at her hand. Fleeing the demons again, Magik takes a stepping disk into Limbo's past, where the team witnesses N'astirh stop S'ym from killing her. Again they are found by demons, and another stepping disk takes them to N'astirh's sanctum in that same past. N'astrih tells Illyana that he loves her, and that if she will reclaim her dark magic and use it to defeat S'ym, he will send her home. Weighing her friends' lives against her own, Magik agrees, and transforms into the Darkchilde, submerging her humanity behind its demonic facade. As her stepping disk to Earth opens, she pushes through a barrier and suddenly, a dimensional portal opens, initiating a rain of demons upon Manhattan. N'astirh tricked Magik into opening the portal, but she can't close it because the demon is keeping it open, and more and more of New York is transformed.
Scott and Jean, having tracked the demons and Nathan back to New York, arrive just in time to see the "demon reign" begin, and join their teammates and Warren, who has decided to join the team. At the same time, the X-Terminators and the New Mutants rescue the ten mutant babies that were trapped in N'astirh's mystical pentagram, and bring them to a church for safety. In another part of the city, Magik is tormented by demonically animated shops, tools, and appliances, while S'ym and N'astirh battle for Limbo. N'astirh becomes techno-organic, and Magik finally accepts her full power, and is coated in silver armor as she attacks N'astirh. N'astrih escapes and interferes with Madelyne's attack on X-Factor, but realizes that his pawn may have become a queen, whom he has little chance of cotnrolling. Meanwhile, the X-Men have arrived in New York to take out the Marauders, who have just relocated to the Alley, and chase them out into the transmogrified city and kill them. The X-Men are subtly changed by the Goblin Queen's magic, and are becoming darker in outward form as well as personality. The team, who count Maddie among their number, arrive at her side just as she "reverts" (after having nearly killed X-Factor). The X-Men confront X-Factor, whom they still believe are mutant hunters, and who are trying to get Nathan back. However, the light of truth breaks through the prevailing darkness and old friends reunite as the two teams reconcile and team up. Meanwhile Madelyne rides off on a demonic chariot. Havok catches up with her, but the demon's influence turns him into her thrall, the Goblin Prince.
Halfway across the globe, off the coast of England, Phoenix II telepathically connects with her "little brother" Nathan and, feeling his pain and fear, bursts out of Excalibur's lighthouse and tears off for New York. Excalibur follows her, but when they get to New York Rachel is nowhere to be found. Alone, Rachel is grabbed by the demons and transmogrified people composing the Empire State Building, but breaks free and falls to the ground. She is then attacked by living mannequins, one of whom steals her body and turns Rachel into a mannequin herself. Flying into the city, Meggan's empathy turns her to evil and she throws Nightcrawler to the demons. Kurt escapes their clutches, but falls a great distance to the ground and is knocked unconscious. Meggan's empathic power leads her to N'astirh, who rips her open to reveal the Goblin Princess. She then has Shadowcat and Captain Britain grabbed by movie films and drawn into a theater, and into the movies themselves. Brian chases Kitty through a variety of film genres. Meanwhile, Crotus, a servant of N'astrih's, sees Rachel and tries to magically marry her in order to take the Phoenix's power for his own.
N'astirh returns, and attacks the X-Men and X-Factor in Central Park. Meanwhile, Magik fights with S'ym, but the two are separated by the New Mutants. Magik then teleports them all to Limbo, where she decides to rule as the Darkchilde. However, the New Mutants, led by Wolfsbane, journey to Limbo's past and find Illyana's younger self, when she had just arrived from Earth. The Darkchilde is confronted with her younger, innocent self, whereupon she rejects her dark side and becomes a child of Light. She flings her Soulsword into the gateway and shuts it down forever. At the same time, she merges with her younger self, effectively negating the time she spent in Limbo and all of its effects. When her brother Colossus arrives and sees her armored but collapsed form, he rips open the armor and finds that Illyana has returned to her true age of seven years old.
Back in the theater, Kitty is being hounded by Brian, who is strangely weakened for no apparent reason. The Goblin Princess comes to help destroy Kitty, but suddenly, the Soulsword and armor manifest on her, and she uses it to break Brian out of his spell, and then clears Meggan of N'astirh's influence as well. Nightcrawler wakes up, meets a talking gargoyle, find's the mannequin that stole Rachel's body, and frees Rachel from Crotus' magic.
After defeating N'astirh, Longshot, who was bitten earlier by N'astirh, Dazzler, and Havok are on their way to joining the Goblin Queen. The X-Men and X-Factor confront the Goblin Queen, who is stopped from sacrificing her son. The Goblin Queen convinces Dazzler and Longshot to fight their temammates, and the X-Men still believe that X-Factor are mutant hunters, until Cyclops shows Storm that Medlyne, who had been monitoring all of the X-Men's communications, had kept all knowledge of X-Factor's true intentions from them. Madelyne encases herslef and Jean in a telekinetic force bubble which none of the mutants can crack. Cyclops tries to get Havok to fight Madelyne, and finally succeeds, although Havok still hates Scott for what he did to Madelyne. Psylocke manages to get Longshot to trust his luck again, and show the teams where to strike the bubble. Madelyne reveals her origin to Jean, and expresses her anger at being only a second-rate copy. As the teams breach to force field, Madelyne tries to kill them by blowing herself up inside a force bubble, but the heroes protect each other and Madelyne dies in Jean's arms, expending all of her energy in one burst. A piece of the Phoenix Force appears and once Jean finally accepts the Phoenix as part of her, imbues Jean with Madelyne's memories, as well as those of the Phoenix-clone. The city returns to normal.
When Jean, kneeling over Madelyne's body, cries out in pain, Psylocke takes some of the X-Men inside her head. There they learn Madelyne's true nature, as they see that Jean now has Maddie's memories. Sinister appears and starts destroying the memories, and Psylocke manages to hold him back for a little, but ultimately is defeated. Sinister tries to convince the Madelyne persona to submit to oblivion, but she denies him and casts him out of Jean's mind, apparently calling on the Phoenix to do so. Tracking Sinister through Madelyne's memories, the X-Men and X-Factor return to the Mansion, and capture Malice, threatening her with separation from Polaris, which could kill her, when a bomb goes off. In the wreckage of their former home, the X-Men and X-Factor face not only Malice and Sabretooth, but their leader, Sinister. Although the teams are all but defeated, Longshot, alone against Sinister and Malice, and lacking confidence in his abilities, manages to free Jean Grey, and the two teams stage a comeback. Cyclops, whose power is shut down by Sinister, remembers his childhood and realizes the truth about the orphanage where he grew up, and Sinister's part in it. Taunted and powered up by his brother Havok, Cyclops breaks Sinister's mental block and blasts the villain to smithereens.
When a British train is mysteriously replaced with a similar train from a parallel universe, one in which the Nazis won WWII and now control Europe, Excalibur investigates, only to run into their own alternates, the Lightning Squad. After the inevitable melee, a compromise is reached and the passengers are returned to their rightful dimensions, although the trains are not. However, a bit of Phoenix II's energy brushes against Widget, and suddenly the team, along with Alistaire Stuart, is gone. The find themselves on another parallel world, where Shadowcat is proposed to by the Prince of England, and where technology and sorcery are used simultaneously. After a few short adventures, Phoenix accidentally zaps Widget again, and the train is shunted into another reality. By this time, their method of dimensional travel is known, but Phoenix can't control where they go, and neither, it seems, can Widget, so the team is forced to jump from reality to reality. Some of the worlds they visit are vastly different from our own, and some are very similar, but with slight differences. Invariably, they meet the alternate-reality counterparts of themselves and other friends, although not all are friendly. Along the way, Shadowcat gets left behind, but thankfully, it was on our Earth. The team bounces around until they reach Otherworld, where they encounter the Captain Britain Corps and are forced to hide Phoenix from them to prevent her arrest. Rachel disguises herself as Kitty, and it appears to work, as Excalibur is finally sent home. Months later, when Excalibur is used by Roma to stop the Cosmic Convergence, Roma reveals that the Cross-Time Caper was necessary in order to expose the team to the rigors of cross-reality travel, which they encountered when stopping the Convergence.
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